BlackLine NASDAQ: BL shareholders approved all four proposals presented at the company’s 2026 annual stockholders meeting, including a stockholder proposal calling for the elimination of the company’s classified board structure, according to preliminary voting results announced during the meeting.
The virtual meeting was chaired by Owen Ryan, BlackLine’s board chair and chief executive officer. Ryan said the company holds virtual annual meetings to “maximize our shareholders’ ability to engage with us” and allow participation regardless of location.
Shareholders voted to elect Scott Davidson, David Henshall and Therese Tucker as Class 1 directors, with terms running until the 2029 annual meeting of stockholders or until their successors are elected and qualified. Shareholders also ratified the appointment of PricewaterhouseCoopers as BlackLine’s independent registered public accounting firm for 2026.
The company’s advisory “say on pay” proposal also received majority support. The proposal covered the compensation of BlackLine’s named executive officers for fiscal 2025, as described in the company’s proxy statement.
Stockholder proposal on board declassification passes
The fourth proposal considered at the meeting was submitted by Tensile Capital Management, L.P., on behalf of Tensile Capital Partners Master Fund, L.P. Tom Moore, speaking as Tensile’s authorized representative, presented the proposal.
The proposal urged BlackLine’s board to “promptly take all necessary actions to declassify the Board so that directors are elected on an annual basis starting at the next annual meeting of stockholders.” It also stated that the declassification should be completed in a way that does not affect the unexpired terms of previously elected directors.
Moore thanked the board for recommending a vote in favor of the proposal and recommended that shareholders support it. According to preliminary results announced during the meeting, a majority of shares submitted were in favor of eliminating the classified board.
Leadership and board updates
Ryan also used the meeting to recognize Therese Tucker, BlackLine’s founder, who he said has announced that she will retire effective June 2, 2026. Tucker was one of the nominees for re-election to the board and, Ryan said, will continue to serve the company, its customers and stockholders in that role.
“Therese, on behalf of myself, the other board members, the executive team, and the entire company, thank you,” Ryan said.
Ryan also thanked Tom Unterman, who is retiring from BlackLine’s board. Unterman has served as a director since 2010. Ryan said Unterman’s “wisdom and guidance in the boardroom” and contributions to the company and stockholders have been “deeply appreciated.”
Final results to be filed with SEC
Karole Morgan-Prager, BlackLine’s chief legal and administrative officer and secretary, said the record date for the meeting was March 10, 2026. She also said the inspector of elections confirmed that a majority of outstanding shares were present either by proxy or in person, establishing a quorum.
The voting results announced at the meeting were preliminary. Morgan-Prager said the final count may vary after final examination of proxies and ballots. BlackLine plans to report the final results on a Form 8-K to be filed with the Securities and Exchange Commission within four business days of the meeting.
No shareholder questions were submitted during the question-and-answer portion of the meeting, and the meeting was adjourned shortly after the voting results were announced.
About BlackLine NASDAQ: BL
BlackLine, Inc is a leading provider of cloud-based software solutions designed to automate and modernize the finance and accounting function. The company's flagship offering, the BlackLine Finance Controls and Automation Platform, enables organizations to streamline critical processes such as account reconciliations, journal entry management, intercompany accounting, and transaction matching. By delivering a centralized, real-time view of financial data, BlackLine helps companies improve operational efficiency, enhance compliance and strengthen internal controls.
Key products and services within the BlackLine platform include Account Reconciliation, Task Management, Transaction Matching, Journal Entry, and Intercompany Hub.
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